To the best of our knowledge, and in accordance with the ap- plicable reporting principles, the Consolidated Financial State- ments give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group, and the Group Manage- ment Report includes a fair review of the development and per- formance of the business and the position of the Group, toge- ther with a description of the principal opportunities and risks associated with the expected development of the Group. Hamburg, March 3, 2009
Dr Mario Polywka Chief Operating Officer
Dr Klaus Maleck Chief Financial Officer
The primary task of the Supervisory Board is to regularly su- pervise and provide advice to the Management Board on the management of the enterprise.
In the course of 2008, the Supervisory Board convened for five formal meetings and held seven telephone conferences to dis- cuss the operational and strategic developments of Evotec AG. The Audit Committee met separately for one formal meeting and three telephone conferences and the Remuneration Com- mittee convened three times.
The Management Board also provided continuous updates to the Supervisory Board through regular verbal and written reports that included in depth analysis of the status of operations. The information provided included written monthly management reports with in depth coverage of the Company’s financial figures for the previous month, accompanied by detailed comments and explanatory text. In addition, the Chairman of the Super- visory Board and the Chief Executive Officer discussed current and ongoing topics via numerous conference calls, carried out whenever appropriate.
Further to business updates, the status of the Company‘s pro- prietary programs and standard agenda items, the Supervisory Board discussed at its meetings the following subjects in detail: > In March, the Supervisory Board discussed the prioritization
of the Company’s portfolio and the closing of the Renovis ac- quisition. The Supervisory Board discussed the 2007 annual financial statements in presence of the auditors.
> In July, the Supervisory Board held in-depth discussions on various corporate development strategies.
> In August, the Board continued to discuss corporate devel- opment strategies and focused on partnering options for Evotec’s drug candidates. The constitutional meeting for the new Supervisory Board was also held, following the elections by the Annual General Meeting.
> In December, the Board focused on budget planning for the year 2009 and related site considerations.
The financial statements and the management report for Evotec AG for the year 2008, as well as the consolidated financial state- ments together with the consolidated management report of the Evotec Group, were audited by KPMG Aktiengesellschaft Wirtschaftsprüfungsgesellschaft, Hamburg. The auditors issued an unqualified audit opinion.
Dr Flemming Ørnskov
The auditors presented the organization of the 2008 audit, audit findings, and other topics to the Audit Committee. The Audit Committee used this information as a guideline for its own evaluation of the statements and reports. The auditors participated in the March meeting of the full Supervisory Board and presented a comprehensive report on the audit and their observations. The Supervisory Board examined both the finan- cial statements and the consolidated financial statements pre- pared by the Management Board based on its own judgement, taking into account the Audit Committee‘s input as well as information on key topics provided by the auditors. Following this, the Supervisory Board approved the financial statements and the consolidated financial statements.
With one exception, the Supervisory Board was not aware of any potential conflict of interests among any of its members during the year 2008. In the case of the exception, a Remune- ration Committee member disclosed a potential conflict to the Remuneration Committee; as the matter in question was not brought to a decision, he was allowed to participate in the brief discussion.
With effect of the day of the Company‘s Annual General Meeting on August 28, 2008, Prof Dr Heinz Riesenhuber, Peer Schatz, and Dr William Jenkins stepped down from their positions on the Supervisory Board. Prof Dr Heinz Riesenhuber had served as a member of Evotec‘s Supervisory Board since 1994 and as its Chairman since 1997. Over this extended period, he pro- vided reliable and invaluable support in the dynamic devel- opment of Evotec. We are happy that he accepted his election to Honorary Chairman of the Supervisory Board and will thus accompany Evotec further on. Peer Schatz and Dr William Jenkins both made significant contributions to Evotec‘s devel- opment as well; we thank them both for their support for the Company. Dr William Jenkins will continue to work with Evotec in his role as Chairman of our Scientific Advisory Board. In the Annual General Meeting, Dr Flemming Ørnskov, Dr Corey Goodman, and John Walker were elected in their place. In its first meeting following the Annual General Meeting, the Super- visory Board elected Dr Flemming Ørnskov as its Chairman and Dr Hubert Birner as Vice Chairman.
Effective December 31, 2008 Jörn Aldag resigned from his po- sition as President & Chief Executive Officer of Evotec. Dr Mario Polywka, Chief Operating Officer, and Dr Klaus Maleck, Chief
Financial Officer, jointly led the Company until Dr Werner Lanthaler was appointed Chief Executive Officer on March 6, 2009.
The Supervisory Board thanks the Management Board and the Company‘s employees for their hard work during the year and wishes them ongoing success for 2009.
Hamburg, March 11, 2009
The Supervisory Board Dr Flemming Ørnskov
August 07, 2009 Half Year Report 2009
November 12, 2009 Third Quarter Report 2009
Imprint
Editor Evotec AG
Evotec Worldwide Evotec AG Evotec Neurosciences GmbH
www.evotec.com Schnackenburgallee 114 Schnackenburgallee 114
[email protected] 22525 Hamburg 22525 Hamburg
Germany Germany
+49. (0)40. 5 60 81-0 +49. (0)40. 5 60 81-0
+49. (0)40. 5 60 81-222 Fax +49. (0)40. 5 60 81-222 Fax
Evotec (UK) Ltd
114 Milton Park, Abingdon
Oxfordshire OX14 4SA
United Kingdom
+44.(0)1235. 8615 61
+44.(0)1235. 86 3139 Fax
Renovis, Inc. Evotec, Inc.
Two Corporate Drive Suite 5
South San Francisco, CA 94080 Turley Court
US North Potomac, MD 20878
+1. 650. 266 1400 US
+1. 650. 266 1460 Fax +1. 240. 683 1199
+1. 240. 683 8098 Fax
Contact Dr Klaus Maleck Anne Hennecke Shari Annes
Chief Financial Officer Senior Vice President, Investor Relations Investor Relations US
+49. (0)40. 5 60 81-257 & Corporate Communications +1.650.888 0902
+49. (0)40. 5 60 81-333 Fax +49. (0)40. 5 60 81-286 +1.415.440 4478 Fax
[email protected] +49. (0)40. 5 60 81-333 Fax [email protected]
Concept and graphic design: KMS TEAM, Munich (DE)
Photography: © Erickson, Plainpicture p 02; © Equinox Graphics, Science Photo Library p 3|15; © Werner Bartsch p 04; © Image Source, Getty p 10; © Hiroshi Watanabe, Getty p 11; © Mike Watson, Matton Images p 12; © MM Productions, Corbis p 13; © Simon Watson, Getty p 13;
Lithography: Back.End., Munich (DE); Print: Kastner&Callwey Medien GmbH, Forstinning (DE)
The Evotec Annual Report containing the consolidated financial statements according to German Commercial Code (Handelsgesetzbuch) is available in English and German. In addition, Form 20-F, when filed with the SEC, will be available in English.
Forward-Looking Statements
Information set forth in this report contains forward-looking statements, which involve a number of risks and uncertainties. Such forward-looking statements include, but are not limited to, statements about our expectations and assumptions concerning regulatory, clinical and business strategies, the progress of our clinical development programs and timing of the results of our clinical trials, strategic collaborations and management’s plans, objectives and strategies. These statements are neither promises nor guarantees, but are subject to a variety of risks and uncertainties, many of which are beyond our control, and which could cause actual results to differ materially from those contemplated in these forward-looking statements. In particular, the risks and uncertainties include, among other things: risks that product candidates may fail in the clinic or may not be successfully marketed or manufactured; risks relating to our ability to advance the development of product candidates currently in the pipeline or in clinical trials; our inability to further identify, develop and achieve commercial success for new products and technologies; the risk that competing products may be more successful; our inability to interest potential partners in our technologies and products; our inability to achieve commercial success for our products and technologies; our inability to protect our intellectual property and the cost of enforcing or defending our intellectual property rights; our failure to comply with regulations relating to our products and product candidates, including FDA requirements; the risk that the FDA may interpret the results of our studies differently than we have; the risk that clinical trials may not result in marketable products; the risk that we may be unable to successfully secure regulatory approval of and market our drug candidates; risks of new, changing and competitive technologies and regulations in the U.S. and internationally; general worldwide economic conditions and related uncertainties; future legislative, regulatory, or tax changes as well as other economic, business and/or competitive factors; and the effect of exchange rate fluctuations on our international operations. The list of risks above is not exhaustive. Our Annual Report on Form 20-F most recently filed with the Securities and Exchange Commission, and other filings and items furnished with the Securities and Exchange Commission, contain additional factors that could impact our businesses and financial performance. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in our expectations or any change in events, conditions or circumstances on which any such statement is based.
Evotec AG 2006 restated 2007 2008 ∆ 08/07 in % Results1): Revenues T€ 40,575 32,885 39,613 20 R&D expenses T€ 30,307 36,938 42,537 15 Operating result T€ (34,516) (58,115) (73,210) (26) Operating result2) T€ (33,923) (49,569) (45,627) 8
Net income (loss) T€ (29,000) (48,053) (78,287) (63)
Net income (loss)2) T€ (28,407) (39,507) (50,704) (28)
Balance sheet data:
Subscribed capital3) T€ 73,868 108,839 47 Number of shares3) T 73,868 108,839 47 Stockholders’ equity T€ 170,553 149,859 (12) Equity ratio % 82 82 – Investing activities4) T€ 4,191 22,449 436 – Intangible assets T€ 337 15,933 4,628
– Tangible fixed assets T€ 3,183 6,516 105
– Financial assets T€ 680 0 (100)
Cash and investments T€ 93,676 92,4015) (1)
Balance sheet total T€ 207,878 182,900 (12)
Cash flow T€ 22,425 6) (11,374)6) 15,462 236 Personnel data1): Employees as of Dec. 31 358 386 418 8 Personnel expenditure T€ 23,744 27,244 28,861 6 Per share1): Result € (0.44) (0.67) (0.82) (22) Dividends € 0 0 0 ISIN DE0005664809
Security identification No. 566480
1) 2006 and 2007 excluding contributions from Evotec Technologies and from the Chemical Development Business. 2) Before impairment.
3) Refers to 1 .
4) Including additions from acquisitions of ENS and Neuro3d. 5) Including auction rate securities.
6) Including contributions from Evotec Technologies and from the Chemical Development Business.